investment services or manage one or more UCITS or AIFs. For further details click here. (in French). Germany. The Germa
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Investment Fund Distribution News November 2014
What’s new around the world? Keeping updated on the changes affecting fund distribution is a time consuming task, especially with the introduction of AIFMD. Some EU countries have yet to finalise the rules in relation to selling alternative funds into their markets, particularly for those coming from non-EU locations. While the UCITS rules are generally streamlined there are number of nuances from country to country which may be updated from time to time. Therefore, designing, implementing and maintaining a multi-jurisdictional distribution strategy involves a unique set of challenges. At PwC we understand these challenges and have developed this newsletter to keep you updated on changes in individual markets impacting fund distribution.
Austria The Austrian Regulator, the FMA has published a template notification letter to be used in accordance with Article 32 of the AIFMD Directive (marketing of units or shares of EU AIFs in Member States other than the home Member State of the AIFM). The 2 page document can be downloaded from the FMA website here. Bahamas The Securities Commission of the Bahamas (The Commission) recently signed a Memorandum of Understanding (MoU) under the Alternative Investment Fund Managers Directive (AIFMD) with French securities regulator the Autorité des Marchés Financiers (AMF). The addition of the AMF brings the number of AIFMD MoUs signed by the Commission to 24. For further details click here. Cyprus The Alternative Investment Funds Law (L.131(I)/2014) came into force in Cyprus on July 27 2014. The law regulates the establishment and operation of the Alternative Investment Funds (AIFs) in the Republic and replaces the International Collective Investment Schemes Laws of 1999 and 2000 (the ‘International Collective Investment Schemes Laws’). The Law designates the Cyprus Securities and Exchange Commission as the competent supervisory authority of the AIFs. For further details click here.
France The French Regulator, Autorité des Marchês Financiers (AMF) has provided clarification on the methods and procedures for approval of portfolio management companies. This addresses: the authorisation process for management firms; the "passport in" process for foreign management companies wishing to provide investment services or manage one or more UCITS or AIFs in France; the "passport out" process for French management companies wishing to provide investment services or manage one or more UCITS or AIFs. For further details click here (in French). Germany The German Regulator, the BaFin has published a Guidance note elaborating on the requirements for foreign alternative investment fund (AIF) management companies intending to distribute shares or units in foreign AIF or EU-AIF managed by them to professional and semiprofessional investors within Germany. At present, foreign AIF management companies must comply with the notification procedure pursuant to section 330 of the German Capital Investment Code. The Guidance note sets out the following information; the time limits for the assessment of notifications, the content of the notification letter and the supporting documents to be submitted with the notification letter. There is additional information provided for umbrella, feeder funds and distribution to semi-professional investors. BaFin has stated that the notification letter may be either in German or in English.
In addition, emphasis has been placed on the duties of the management company (e.g. to submit to the BaFin the annual report of the notified AIF within 6 months as of the end of each business year, at the latest, to notify the BaFin of any material changes, to provide information on its business activities upon the BaFin's request and to comply with certain reporting and information requirements). These are to be complied with until all investors in the respective AIF, who are resident in Germany, have ended their investments. The notification procedure pursuant to section 330 of the German Capital Investment Code will no longer apply with the entry into force of the harmonised European passport regime for nonEU AIF management companies pursuant to the AIFMD. For further details click here. Ireland The Central Bank of Ireland has published an update to Reporting Guidance for Alternative Investment Fund Managers. The purpose of this guidance note is to provide information to the AIFM on the reporting requirements relating to the extension of the Central Bank of Ireland’s Online Reporting System (“ONR System”) to AIFMs. For further details click here.
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Luxembourg The Commission de Surveillance du Secteur Financier (CSSF) has introduced a new application questionnaire to set up an UCITS. The new form does not apply to all UCI, only UCITS. The new application questionnaire is an Excel spreadsheet where all the contents and topics to be analysed are compiled in different tabs, each tab offering a series of footnotes and drop down lists to assist applicant. Applicants are advised to file the application only when all components of the project are fully available and stable. Israel The Israeli Securities Authority (ISA) published a recent amendment to the Joint Investment Trust Law, 1994 which was passed on July 30 2014. The Amendment will create a route to allow foreign fund managers who satisfy certain criteria to offer units in Israel to the general investing public without the need to issue a prospectus in Hebrew which must then be approved by the ISA. For further details click here. Lithuania Lithuania has published a draft law on AIFMD implementation. Authorised AIFM’s will be supervised by the Bank of Lithuania. The draft law provides for a lighter regime for AIFMs managing AIFs that have total assets of less than EUR 100 million or for AIFMs managing AIFs that have total assets of less than €500 million subject to the AIFs not being leveraged and have no redemption rights during a period of 5 years following the date of initial investment in each AIF. These AIFMs will not be subject to full authorisation but registration requirements will apply. The law does not allow the marketing of AIFs to retail investors (only the marketing to professional investors is allowed).
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Spain The CNMV has updated its registration fees. A fixed fee of 1,000 EUR applies to the registration of UCITS. Additionally, a flat fee of 300 EUR has been added for the registration of amendments to prospectuses and KIIDs; for the verification of the requirements for admission to trading on regulated markets for both domestic and foreign Collective Investment Schemes and for the registration of a change of the entity representing or managing the investment companies.
For further details click here.
Finally, an annual flat fee of 2,500 EUR will be applied to UCITS for checking their compliance with the requirements of marketing in Spain.
Malta The Maltese Regulator, the MFSA recently published a set of documents formalising the implementation of the National Private Placement Regime (‘NPPR’) in Malta. The documents consist of three notification forms in Excel format, as follows:
Taiwan In order to protect investors' right, the Financial Supervisory Commission in Taiwan has instructed that the publication of original version and Chinese summary of the financial statements shall be published on the same date as the one in the fund domicile place.
Notification Form for EU AIFMs wishing to market in Malta nonEU AIFs which they manage; Notification Form for non-EU AIFMs wishing to market in Malta AIFs which they manage; and Notification Form for EU AIFMs (below threshold) marketing AIFs.
As a consequence, the publication date of annual report and semiannual report of foreign funds/subfunds, having more than 50% of AuM held by Taiwanese investors, should be the same date in Taiwan as in the home domicile jurisdiction of the fund.
The new process is effective immediately.
The MFSA also released Guidance Notes on the compilation of the NPPR forms to help the industry in properly completing the forms. Updated AIFMD FAQs have also been published by the MFSA, which have been revised with further Q&As on the application and implementation of the NPPR. For further details click here.
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PwC Distribution Solutions We offer a one- stop- shop solution covering your registration and maintenance requirements for your UCITS and AIFs. Through a dedicated account manager who is experienced in cross-border fund registrations, supported by local contacts in the PwC network as necessary. Through a powerful monitoring system providing complete transparency for all your filings -a communication system between the client, PwC and relevant service providers and an ongoing audit trail of all correspondence and filings. With strong processes and systematic checks and reviews for each task performed. By implementing the latest regulatory changes in all your target countries. Each time there is a regulatory change in a country that has an impact on the requirements or on the deadlines, our processes will be immediately modified so that fund changes are filed in order to ensure compliance with the latest regulations. Through a fully integrated service offering covering your local investor tax reporting requirements also.
Distribution Team Contacts Sarah Murphy Distribution Services Leader +353 (1) 792 8890
[email protected]
Niall Flanagan Tax Director +353 (1) 792 6098
[email protected]
Suzanne Senior Distribution Services Manager +353 (1) 7928547
[email protected]
Anne-Marie Sharkey Tax Senior Manager +353 (1) 792 6273
[email protected]
This content is for general information purposes only, and should not be used as a substitute for consultation with professional advisors. © 2014 PricewaterhouseCoopers. All rights reserved. PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see www.pwc.com/structure for further details.
